EXHIBIT 4.3



DEPOSITARY  SHARES,  EACH  REPRESENTING  1/100  OF  A  SHARE  OF  6.95% SERIES E
CUMULATIVE  REDEEMABLE  PREFERRED  SHARES  PAR  VALUE  $.03  PER  SHARE


NUMBER


DEPOSITARY  SHARES


DEPOSITARY  RECEIPT  FOR  DEPOSITARY  SHARES  OF


DS


COMPANY  LOGO


Weingarten  Realty  Investors

A  TEXAS  REAL  ESTATE  INVESTMENT  TRUST

FORMED  UNDER  THE  LAWS  OF  THE  STATE  OF  TEXAS


THIS  DEPOSITARY  RECEIPT  IS  TRANSFERABLE
IN  RIDGEFIELD,  NJ  AND  NEW  YORK,  NY


CUSIP  948741  60  8


SEE  REVERSE  FOR  CERTAIN  DEFINITIONS


Mellon  Investor  Services  LLC,  a  New  Jersey  limited  liability  company
("Depositary"),  hereby  certifies  that  ______________________________________


is  the  registered  owner  of  ________________________________________________


Depositary  Shares (the "Depositary Shares"), each Depositary Share representing
one  hundredth  (1/100)  of  a  share  of  6.95%  Series E Cumulative Redeemable
Preferred  Shares,  par value $.03 per share (the "Shares") of Weingarten Realty
Investors,  a  real  estate  investment trust duly formed and existing under the
laws  of  the  State  of  Texas  (the  "Trust"), on deposit with the Depositary,
subject  to the terms and entitled to the benefits of the Deposit Agreement (the
"Deposit  Agreement"), among the Trust, the Depositary and the holders from time
to time of Receipts for Depositary Shares. By accepting this Receipt, the holder
hereof becomes a party to and agrees to be bound by all the terms and conditions
of  the Deposit Agreement. This Receipt shall not be valid or obligatory for any
purpose  or entitled to any benefits under the Deposit Agreement unless it shall
have  been  executed by the Depositary by the manual or facsimile signature of a
duly authorized officer or, if a Registrar in respect of the Receipt (other than
the  Depositary)  shall  have  been appointed, by the manual signature of a duly
authorized  officer  of  such  Registrar.


Dated:


Countersigned  and  Registered:

MELLON  INVESTOR  SERVICES  LLC
as  Depositary,  Registrar  and  Transfer  Agent


By:


Authorized  Signature


/s/ Stanford Alexander
Chairman


/s/ M. Candace DuFour
Secretary


COMPANY  SEAL


THERE  ARE  RESTRICTIONS  ON  THE  TRANSFER  OF  THE  SHARES  EVIDENCED  BY THIS
CERTIFICATE  AS  MORE  FULLY  SET  FORTH  ON  THE  REVERSE  HEREOF.



WEINGARTEN  REALTY  INVESTORS

This  Receipt  and  the  Depositary Shares represented hereby are subject in all
respects  to  the laws of the State of Texas and to the Declaration of Trust and
Bylaws  of  the  Trust and any amendments thereto.  The Declaration of Trust, as
amended,  provides  that  no  shareholder  shall  have  any preemptive rights to
acquire unissued or treasury shares of the Trust.  The Declaration of Trust also
restricts  the  transfer of the shares and beneficial interest evidenced by this
Receipt  in  connection  with  the  qualification  of the Trust as a real estate
investment  trust.  Copies  of the Trust's Declaration of Trust are on file with
the  Harris County, Texas, County Clerk and will be furnished to any shareholder
of  record  without  charge  upon  written request to the Trust at the principal
place  of  business  or  registered  office.

The Trust will furnish a full statement of the designations and any preferences,
conversion  and  other  rights,  voting  powers, restrictions, limitations as to
dividends,  qualifications, and terms and conditions of redemption of the shares
of  each  class which the Trust is authorized to issue and the difference in the
relative  rights  and  preferences  between  the  shares  of  each series of any
preferred  class to the extent they have been set and the authority of the trust
managers  to set the relative rights and preferences of subsequent series to any
holder  of  shares  without  charge  on  written  request  to  the  Trust at its
principal  place  of  business  or  registered  office.

The  following  abbreviations,  when used in the inscription on the face of this
Receipt, shall be construed as though they were written out in full according to
applicable  laws  or  regulations:

TEN COM   - as tenants in common
TEN ENT   - as tenants by the entireties
JT TEN    - as joint tenants with right
            survivorship and not as
            tenants in common


UNIF  GIFT  MIN  ACT  -  _____________________ Custodian _______________________
                                (Cust)                          (Minor)
                                       under Uniform  Gifts to Minors
                                       Act  _________________________
                                                     (State)


Additional  abbreviations  may  also  be  used  though  not  in  the  above list


For  value  received,  ________________________________  hereby sell, assign and
transfer  unto

PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE  ________________________________________________


________________________________________________________________________________


________________________________________________________________________________
Please print or typewrite name and address including postal zip code of assignee


________________________________________________________________________________


________________________________________________________________________________


_______________________________________________________________Depositary Shares
represented by the within Receipt, and do hereby irrevocably constitute and
appoint


________________________________________________________________________________


________________________________________________________________________________
Attorney to transfer the said shares on the books of the within-named Trust with
full  power  of  substitution  in  the  premises.


                                           _____________________________________


                                           _____________________________________


ALL  GUARANTEES  MUST  BE  MADE  BY  A  FINANCIAL INSTITUTION (SUCH AS A BANK OR
BROKER)  WHICH  IS  A  PARTICIPANT  IN  THE SECURITIES TRANSFER AGENTS MEDALLION
PROGRAM ("STAMP"), THE NEW YORK STOCK EXCHANGE, INC. MEDALLION SIGNATURE PROGRAM
("MSP"),  OR  THE  STOCK  EXCHANGES  MEDALLION PROGRAM ("SEMP"), AND MUST NOT BE
DATED.  GUARANTEES  BY  A  NOTARY  PUBLIC  ARE  NOT  ACCEPTABLE.


NOTICE:  The  signature  to  this  assignment  must  correspond with the name as
written upon the face of the Receipt, in every particular, without alteration or
enlargement,  or  any  change  whatsoever.